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"Theodore! This is my new friend Silly and she makes the best Millie faces! Make one for Theodore, Smillie!""
— Hank
Hank and the Silly Faces

Peter Sutherland


Andrew Cochran


Laurie Fisher Huck


The Harbour Master
(Denny Doherty)

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Big Scare

Next episode

Emily Finds a

Hank and the Silly Faces is the nineteenth episode of the fifth season.


When Hank first meets Millie, The Fishing Trawler, he thinks she is just making silly faces. He doesn't realize that Millie can't see very well and is squinting. And Millie isn't about to tell him. She thinks that if people know that she can't see they won't like her. But when she joins in a game and almost causes an accident her secret is revealed. Instead of rejecting her, the tugs take the trawler to the repair dock. She worries that no one will be able to fix her, but just as her new friends predicted, the repair is simple. She tells the tugs that seeing with her new glasses is 'just like making friends with the world all over again.'



  • First and only appearance of Millie the fishing trawler.
  • Though only briefly, Millie's eyes are motorized in one scene.


  • In the close-up of Millie's face as she turns, the shadow of a camera can be seen.
  • Millie's eyes are wonky in the final scene of the episode.
  • The Harbour Master says that the glasses were on Millie's nose, but Millie does not have a visible nose.
  • Millie's glasses have no lenses.



Theodore Tugboat-Hank And The Silly Faces-1

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